Designated Stockholder definition

Designated Stockholder has the meaning set forth in the preamble to this Agreement.

Designated Stockholder means each of the holders of record and beneficially of common stock of Cynara immediately prior to the effective date of the Merger (assuming the exercise of all outstanding Cynara warrants).

Designated Stockholder means collectively Financial Technology Ventures (Q), L.P., Financial Technology Ventures, L.P., Financial Technology Ventures II (Q), L.P., Financial Technology Ventures II, L.P., Oak Hill Capital Management Partners, L.P., Oak Hill Capital Partners, L.P., Xxxxxx Xxxxxx, the Xxxxxx Xxxxxx 2004 Spousal Lifetime Access Trust, the Xxxxxx Xxxxxx 2004 Grantor Retained Annuity Trust, the Xxxxxxx Xxxxxx 2004 Spousal Lifetime Access Trust, Xxxxx Xxxxxx, the Xxxxx Xxxxxx 2005 Spousal Lifetime Access Trust, the Xxxxxx Xxxxxx 2005 Family Trust, the Xxxxx Xxxxxx 2005 Grantor Retained Annuity Trust and the assignees of each of the foregoing as permitted by Section 2(d) of this Agreement.

Examples of Designated Stockholder in a sentence

• The Company shall, upon the request of any Designated Stockholder, deliver to such Designated Stockholder a written statement as to whether it has complied with such requirements.

• In connection with the transfer by [Name of Transferor] of Registrable Securities with associated registration rights under the Registration Rights Agreement to [Name of Transferee] as transferee (the “Transferee”), the Transferee hereby agrees to be bound as a Designated Stockholder by the provisions of the Registration Rights Agreement as provided under Section 2(d)(i) thereto.

• Upon the failure of any Stockholder to vote their Shares in accordance with the terms of this Agreement, such Stockholder hereby grants to the Designated Stockholder (as defined below) a proxy coupled with an interest in all Shares owned by such Stockholder, which proxy shall be irrevocable until this Agreement terminated pursuant to its terms or this Section 5 is amended to remove such grant of proxy in accordance with Section 12 hereof, to vote all such Shares in the manner provided in Section 4 hereof.

• Any Permitted Withdrawal shall constitute and effect an automatic withdrawal by all other Initiating Holders and any other Designated Stockholder participating in such Demand Registration pursuant to the provisions of Section 3(b) hereof.

• Any information regarding the Hedging Transaction included in a Registration Statement, Prospectus or Free Writing Prospectus pursuant to this Section 6(a) shall, for purposes of Section 9 hereof, be deemed to be information provided by the Designated Stockholder that is party to such Hedging Transaction and is selling Registrable Securities pursuant to such Registration Statement for purposes of Section 9 hereof.

More Definitions of Designated Stockholder

Designated Stockholder means a stockholder designated at the time of such failure by the Stockholders holding a majority of the Shares who then voted in accordance with this Agreement.

Designated Stockholder means Xxxxxxxxx Inc., 4322525 Canada Inc., and the assignees of each of the foregoing as permitted by Section 2(d) of this Agreement.

Designated Stockholder means the holders of Company Shares listed on Exhibit C.

Designated Stockholder means each holder of Voting Common Stock-A.

Designated Stockholder means Elevation.

Designated Stockholder means Xxxxx Xxxxxxxx. “DGCL” has the meaning set forth in the Recitals. “Disability” means a physical or mental impairment which totally and permanently prevents the individual from performing his or her customary and usual duties for Parent (or any Subsidiary thereof). “Disputed Items” has the meaning set forth in Section 2.6(c)(ii). “Dissenting Shares” has the meaning set forth in the definition of “Dissenting Stockholders.” “Dissenting Stockholders” means the holders of Company Capital Stock who have duly demanded appraisal pursuant to Section 262 of the DGCL and have not effectively withdrawn or otherwise waived or lost such right to appraisal under Section 262 of the DGCL (such Company Capital Stock for which appraisal has been so duly demanded and the right thereto under Section 262 of the DGCL not effectively withdrawn or otherwise waived or lost, the “Dissenting Shares”). “DK Deal Announcement” has the meaning set forth in Section 5.5. “DK Parties” means Parent, DK HoldCo, Merger Sub I and Merger Sub II. “DLLCA” has the meaning set forth in the Recitals. “Employee” means any current or former employee (whether full- or part-time), director, officer or independent contractor (who is a natural person) of the Company or any of its Subsidiaries. “Environmental Law” means any Law relating to: (a) the protection, investigation or restoration of the environment, health, safety or natural resources, (b) the handling, use, presence, disposal, release or threatened release of, or exposure to, any Hazardous Substance or (c) noise, odor, indoor air, employee exposure, wetlands, pollution, contamination or any injury or threat of injury to Persons or property relating to any Hazardous Substance. “Equity Award Conversion Amount” means (x) Non-Accredited Investor Company Capital Stock Closing Consideration divided by (y) the Closing Parent Trading Price. “ERISA” means the Employee Retirement Income Security Act of 1974. “ERISA Affiliate” means all employers (whether or not incorporated) that would be treated together with the Company or any of its Subsidiaries as a “single employer” within the meaning of Section 414 of the Code. “ERISA Plans” has the meaning set forth in the definition of “Benefit Plan.” “Escrow Agent” has the meaning set forth in Section 2.4(a).

Designated Stockholder means any officer, director or holder of 5% or more of the Company's Common Stock and Preferred Stock, on an as if converted basis, and who has agreed in writing to be bound by and to comply with all applicable provisions of Section 6 of this Agreement.